4.15. SR 12-15-2014 - Laserfiche WebLink

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19. Assignment. Neither Buyer nor Seller may assign their respective interests under this Agreement without the written consent of the other. 20. Entire Agreement; Modification; Waiver. This Agreement constitutes the entire agreement between Buyer and Seller pertaining to the subject matter contained in it and supersedes all prior and contemporaneous agreements, representations, and understandings. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by all the parties. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed in writing by the party making the waiver. 21. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original and which together shall constitute one and the same agreement. In addition, facsimile, .pdf or photocopied signatures of or on behalf of either Buyer or Seller shall be satisfactory to both Buyer and Seller. 22. Severability. Each provision of this Agreement is severable from any and all other provisions of this Agreement. Should any provision(s) of this Agreement be for any reason unenforceable, the balance shall nonetheless be of full force and effect. 23. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. 24. Acceptance of Reed. The acceptance by Buyer of the deed shall be deemed to be full performance by Seller of, and shall discharge Seller from, all obligations hereunder and Seller shall have no further liability hereunder. 25. Risk of Loss. All risk of loss shall be with Seller until Closing. In the event the Subject Property is destroyed or damaged in a manner that results in a material loss of value of the Property prior to Closing, Buyer shall have the right at its option to terminate this Agreement by written notice to Seller, in which case this Agreement shall terminate, and the parties shall have no further obligation to each other hereunder. 26. Condemnation. In the event of a taking of all or any part of the Subject Property under the power of eminent domain prior to the Closing, Buyer shall proceed to Closing with an assignment by Seller of all Seller's right, title and interest in and to any and all such awards and proceeds. 27. Possession. Seller shall deliver possession of the Subject Property concurrently with Closing in accordance with Section 4(d), Section 6 and Section 31. 28. Buyer's Representation. Buyer represents that it has full power and authority to enter into this Agreement and the person signing this Agreement for Buyer has full power and 178009A 8